SEBI, by way of the SEBI (Merchant Bankers) (Amendment)
Regulations, 2025, dated December 3, 2025 (‘MB
Amendment'), has amended the SEBI (Merchant Bankers)
Regulations, 1992. The MB Amendment has now introduced two
categories of registrations that an entity can apply
for, i.e., Category I or a Category II Merchant
Banker (‘MB'). Further, the MB
Amendment has introduced various new amendments, including but not
limited to revised net worth requirements, introduction of a list
of permitted activities that can be undertaken by Category I and
Category II MBs, (with a specific requirement to have a minimum
revenue generated from such specific activities) and requirements
to create separate business units for activities which are not
permitted. Additionally, the MB Amendment has also introduced
restrictions on outsourcing of specific core activities of an MB,
such as due diligence and preparation of offer documents and
introduced new rules for appointing a principal officer,
